AMD 2004 Annual Report Download - page 96

Table of Contents
Long-term Borrowings and Obligations
The Company’s long-term debt and capital lease obligations for the years ended 2004 and 2003 consist of:
2004 2003
(in thousands)
4.75% Debentures $ 500,000 $ 500,000
4.50% Notes 201,500 402,500
7.75% Notes 600,000 —
Term loan under the Dresden Loan Agreement — 664,056
Repurchase Obligations to Fab 36 Partners 121,931 —
July 2003 Spansion Term Loan 44,599 72,500
Spansion Japan Term Loan 127,389 167,926
Fujitsu Cash Note (see Note 3) 40,000 40,000
AMD Penang Term Loan 6,325 —
Spansion China Loan 32,499 —
Obligations under capital leases 184,853 245,958
1,859,096 2,092,940
Less: current portion 230,828 193,266
Less: Fujitsu cash note 30,000 40,000
Long-term debt and capital lease obligations, less current portion $ 1,598,268 $ 1,859,674
4.75% Convertible Senior Debentures Due 2022
On January 29, 2002, the Company issued $500 million of its 4.75% Convertible Senior Debentures due 2022 (the 4.75% Debentures) in a private offering
pursuant to Rule 144A and Regulation S of the Securities Act.
The interest rate payable on the 4.75% Debentures will reset on August 1, 2008, August 1, 2011 and August 1, 2016 to a rate equal to the interest rate
payable 120 days prior to the reset dates on 5-year U.S. Treasury Notes, plus 43 basis points. The interest rate will not be less than 4.75 percent and will not
exceed 6.75 percent. Holders have the right to require the Company to repurchase all or a portion of its 4.75% Debentures on February 1, 2009, February 1, 2012,
and February 1, 2017. The holders of the 4.75% Debentures also have the ability to require the Company to repurchase the 4.75% Debentures in the event that
the Company undergoes specified fundamental changes, including a change of control. In each such case, the redemption or repurchase price would be 100
percent of the principal amount of the 4.75% Debentures plus accrued and unpaid interest. The 4.75% Debentures are convertible by the holders into the
Company’s common stock at a conversion price of $23.38 per share at any time. At this conversion price, each $1,000 principal amount of the 4.75% Debentures
will be convertible into approximately 43 shares of the Company’s common stock. Issuance costs incurred in the amount of approximately $14 million are
amortized ratably, which approximates the effective interest method, over the term of the 4.75% Debentures, as interest expense.
Beginning on February 5, 2005, the 4.75% Debentures are redeemable by the Company for cash at its option at specified prices expressed as a percentage
of the outstanding principal amount plus accrued and unpaid interest, provided that the Company may not redeem the 4.75% Debentures prior to February 5,
2006, unless the last reported sale price of its common stock is at least 130 percent of the then-effective conversion price for at least 20 trading days within a
period of 30 consecutive trading days ending within five trading days of the date of the redemption notice.
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Source: ADVANCED MICRO DEVIC, 10-K, March 01, 2005